Sales Contract (Australia)

Create an Australian Bill of Sale for the private or commercial sale of goods. Covers description of goods, purchase price, GST (10%), condition, express warranty or as-is, transfer of title and risk, retention of title, PPSA security interest and PPSR registration, and Australian Consumer Law compliance. Suitable for vehicles, equipment, business assets, and personal property.

Establish clear terms with your suppliers using this Australian Supplier Agreement, compliant with the Competition and Consumer Act 2010 (Cth), Australian Consumer Law, and the Unfair Contract Terms regime. Covers supply of goods or services, pricing, delivery, quality standards, payment terms, warranties, indemnities, and termination. Suitable for B2B supply chains, product procurement, and service supply arrangements.

Create a Distribution Agreement for Australia that complies with the Competition and Consumer Act 2010 (Cth), including exclusive dealing provisions under section 47 and resale price maintenance prohibitions under section 48. This template covers exclusive, non-exclusive, or sole distribution appointments, territory, minimum purchase obligations, transfer pricing, marketing obligations, IP licence, post-term restraint, Australian Consumer Law compliance, and termination. Suitable for all Australian states and territories.

Create an Australian Consignment Agreement for the sale of goods on consignment. Covers retention of title by the Consignor, commission rate and accounting obligations, PPSR registration under the Personal Property Securities Act 2009 (Cth), GST treatment, risk of loss, insurance requirements, unsold goods return, and termination. Suitable for artisans, manufacturers, wholesalers, and retailers across all Australian states and territories. A consignment arrangement allows a supplier (the Consignor) to place goods with a retailer or dealer (the Consignee) for sale, without transferring ownership of the goods until they are actually sold to a third-party buyer. The Consignee earns a commission on each item sold and accounts to the Consignor for the balance of the sale proceeds. This structure is widely used in Australia by artists, artisans, small manufacturers, and wholesalers who supply galleries, boutique retailers, markets, and online platforms on a consignment basis. The most critical legal consideration for Australian consignment arrangements is the Personal Property Securities Act 2009 (Cth) (PPSA). Prior to the PPSA coming into force in 2012, the common law principle of nemo dat quod non habet meant that a Consignor's title to consigned goods was generally protected against the Consignee's unsecured creditors. The PPSA fundamentally changed this position: under the PPSA, a commercial consignment (where the goods have a value of AUD $5,000 or more per item and the Consignee deals in goods of that kind) is treated as a security interest. This means that the Consignor must register a financing statement on the Personal Property Securities Register (PPSR) at ppsr.gov.au to protect its title to the consigned goods against the Consignee's creditors and buyers in the ordinary course of business. If the Consignor fails to register, it risks losing title to the goods if the Consignee becomes insolvent or sells the goods to a buyer without notice of the Consignor's interest. From a GST perspective, consignment sales involve two separate supplies: the supply of goods by the Consignor to the buyer (which the Consignee facilitates as agent), and the supply of selling services by the Consignee to the Consignor (for which the Commission is paid). Both supplies may be taxable supplies under the A New Tax System (Goods and Services Tax) Act 1999 (Cth) if both parties are registered for GST. The parties should consider whether a recipient-created tax invoice (RCTI) arrangement is appropriate for the Commission payments. Australian Consumer Law obligations also apply to the sale of consigned goods. The Consignee, as the party selling the goods to consumers, must comply with the consumer guarantee provisions of the Australian Consumer Law (Schedule 2 of the Competition and Consumer Act 2010 (Cth)), including the guarantees as to acceptable quality and fitness for purpose. The Consignment Agreement should address how returns and warranty claims from consumers will be handled between the Consignor and Consignee.

An Invoice Dispute Letter is a formal written communication sent by a business or individual to a supplier disputing all or part of a commercial invoice. In Australia, the Australian Consumer Law (ACL) and general contract law provide significant protections for businesses and individuals who receive invoices that are incorrect, excessive, or not supported by the underlying transaction. This Australian Invoice Dispute Letter template enables you to formally dispute an invoice in a legally effective way, setting out the grounds for the dispute, identifying the amounts in contention, and specifying the resolution you are seeking from the supplier. Invoice disputes are common in Australian commerce and arise in a wide variety of circumstances. A business may receive an invoice for goods or services that were never delivered. An invoice may charge for quantities in excess of those ordered under a purchase order. A supplier may apply incorrect pricing, fail to account for a previously agreed credit note or discount, issue a duplicate invoice for amounts already paid, or incorrectly calculate or apply Goods and Services Tax (GST) under the A New Tax System (Goods and Services Tax) Act 1999 (Cth). In each case, the business receiving the invoice has clear legal rights to dispute it and withhold payment of the disputed amount pending resolution. Under the Australian Consumer Law (Schedule 2 to the Competition and Consumer Act 2010 (Cth)), sections 18 and 29 prohibit misleading and deceptive conduct and false representations in trade or commerce in connection with the supply of goods or services. Where a supplier issues an invoice claiming payment for goods or services that were not supplied, or at a price that was not agreed, or in amounts that are incorrect, this may constitute misleading conduct in breach of the ACL. The ACL also contains provisions in Part 3-2 protecting consumers and small businesses against goods that do not meet consumer guarantees of acceptable quality and fitness for purpose (sections 54-55), which may be relevant where the dispute relates to defective goods or services that do not conform to specification. Under general contract law, a party is only obliged to pay for goods or services that were actually supplied and that conform to the contract. Where an invoice claims amounts not supported by an underlying agreement, purchase order, or delivery record, the recipient is entitled to withhold payment of those amounts and to require the supplier to correct or withdraw the invoice. A bona fide invoice dispute, raised in good faith with reasonable grounds, is a complete defence to any claim of late payment interest for the period during which the dispute is being resolved. This template also addresses the common issue of late payment interest. Australian trade credit contracts often include a clause entitling the supplier to charge interest on overdue invoices at a specified rate. However, where an invoice is genuinely disputed, the legal position is that interest does not run on the disputed amount while the dispute is unresolved. The template includes an optional clause formally objecting to any late payment interest claimed on the disputed amount. The letter complies with Australian legal best practices by setting out the dispute in writing (creating an evidentiary record), identifying the specific legal grounds for the dispute, reserving the disputing party's rights under the ACL and at general law, and requesting a specific resolution within a defined timeframe. Sending a formal dispute letter by email (with read receipt) or by registered post creates a clear paper trail that may be important if the dispute escalates to a formal complaint with a consumer tribunal, the Australian Small Business and Family Enterprise Ombudsman, or court proceedings.